EGM Results

Octopus AIM VCT plc ("Company")

EGM Results

4 August 2010

The  Board announces  that at  the extraordinary  general meeting of the Company
held   on  4 August  2010, the  resolutions  proposed  in  connection  with  the
restructuring  of the Company's  share capital (to  result in ordinary shares of
1p each)  and the proposed  merger with Octopus  Phoenix VCT plc ("Phoenix VCT")
(to be completed by way of a scheme of reconstruction of Phoenix VCT pursuant to
Section  110 of the Insolvency  Act 1986 ("Scheme") and  the transfer by Phoenix
VCT  of all of  its assets and  liabilities to the  Company), as set  out in the
circular to shareholders dated 9 July 2010, were duly passed as follows:

  * Resolution 1 to subdivide the share capital of the Company into ordinary
    shares of 1p each and deferred shares of 49p each ("Share Restructuring"),
    enter in to a contract to purchase all the deferred shares in the Company
    and amend and substitute the existing articles of association (the Board
    having subsequently approved the Share Restructuring);
  * Resolution 2 to approve the acquisition of the assets and liabilities of
    Phoenix VCT and the allotment of shares pursuant to the Scheme;
  * Resolution 3 to authorise the directors to allot shares, disapply
    pre-emption rights and authorise the Company to make market purchases of
    shares;
  * Resolution 4 to approve the cancellation of the share premium account of the
    Company;
  * Resolution 5 to approve the cancellation of the capital redemption reserve
    of the Company;
  * Resolution 6 to approve the amendment to the investment policy of the
    Company; and
  * Resolution 7 to approve the Company continuing as a venture capital trust
    until 2016.


Details  of the proxy votes received in respect of the resolutions passed at the
extraordinary general meeting are set out below:

 Votes           Resolution 1         Resolution 2         Resolution 3
                 Number of Votes      Number of Votes      Number of Votes


 For             3,086,935 (96.43%)   3,082,536 (96.28%)   3,086,148 (96.51%)

 Against         34,997 (1.09%)       36,757 (1.15%)       32,072 (1.0%)

 Discretionary   79,520 (2.48%)       82,159 (2.57%)       79,520 (2.49%)

 Withheld        5,548                5,548                9,260



 Votes           Resolution 4         Resolution 5         Resolution 6
                 Number of Votes      Number of Votes      Number of Votes

 For             3,085,890 (96.56%)   3,046,021 (95.31%)   3,075,965 (96.43%)

 Against         27,936 (0.87%)       27,936 (0.87%)       34,325 (1.08%)

 Discretionary   82,192 (2.57%)       122,061 (3.82%)      79,520 (2.49%)

 Withheld        10,982               10,982               17,190




 Votes           Resolution 7
                 Number of Votes

 For             3,088,982 (96.49%)

 Against         33,026 (1.03%)

 Discretionary   79,520 (2.48%)

 Withheld        5,472


The Board announces that following the Share Restructuring, the Company's issued
share  capital is  29,025,643 ordinary shares of 1p each and 29,025,643 deferred
shares  of  49p each.   The  deferred  shares  will  not  be  listed and will be
purchased   by  the  Company  for  cancellation  as  soon  as  the  Company  has
distributable reserves to do so.

A  copy of  the resolutions  passed at  the above  meeting will be available for
inspection  shortly  at  the  UK  Listing Authority's Document Viewing Facility,
which is situated at:

Financial Services Authority
25 The North Colonnade
Canary Wharf
London
E14 5HS

Telephone: [phone]

For further enquiries please contact:

Celia L Whitten FCIS
Company Secretary
8 Angel Court
London
EC2R 7HP

Telephone: [phone]


[HUG#1435889]








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Source: Octopus AIM VCT PLC via Thomson Reuters ONE